Insecure
by EchoResonance
Summary: Just another mission, but the talkative target said just the thing that's been eating at the young scythe since he held his immobilized meister and watched Justin Law battle it out with Giriko. Can Soul fight past this insecurity?
1. Soul's Inner Turmoil

_**Hey everyone, sorry it's taken me so long to upload. I've been preoccupied with school and such.**_

…_**.**_

"What the hell is going on?" I shouted.

Maka was lying less than a yard away from me, her hand still outstretched, her fingers inches from my rod, but she wasn't reaching for me. Her only movements were the jerky ones of her unsteady breathing. The witch was standing over us, grinning wickedly. Her fishy eyes glinted coldly. I wanted to transform, to shield Maka, to protect her from this crazy bitch, but something was wrong. Something was very wrong. Because I couldn't change back. When I tried, agony lanced through me, disabling in its intensity.

"A little of my own special magic," cackled the witch. Her arms were crossed in front of her, and covered in silvery blue scales that curled into sharp barbs at the tips, like a shark's. "I perfected it shortly after Arachne began playing with you Death Weapons. It renders you virtually useless, incapable of transforming to protect your partner. Quite useful, wouldn't you say?"

She punctuated her question with a sharp kick to my blade that sent me skittering backwards across the stones, away from Maka. Damn, those vibrations would give me a killer backache when I changed. If I changed.

"Damn, bitch, you're crazy!" I shouted once I'd recovered from the kick. "How many other witches can do this?"

She laughed airily and waved her hand. "Oh, none but I, and perhaps the Grand Witch. Why would I share my most valuable secret?"

She hadn't told _anyone_? She really was arrogant, or just stupid. Then I paused. She sounded like me. Figuring out something that worked really well, that could benefit tons of people, and then just…keeping it a secret. Out of blind arrogance or stupidity, it didn't matter, because both those traits we had in common, it seemed. Well, shit, so much for hoping that I'd never have anything to do with witches. But then, if we thought a bit alike, then maybe…

"That's a good question," I replied, thinking fast. If there was one thing I was good at, it was talking. All I had to do was talk something out of her that I could use. "Makes sense that you'd wanna keep something _that_ valuable to yourself, I guess. Bargaining power later, too, if anyone else found out."

She laughed—it was a rough, gurgling sound—and tossed her kelp-like hair.

"Now _here_ is a man who understands the world," she praised. "Anything you know could be used against you, and it could be used _by _you. Knowledge is power, child, and the knowledgeable know how to use what they know to learn more."

"I totally agree," I said. Just in my field of vision, Maka stirred feebly, but the witch didn't seem to notice. Her attention was now on me. "If I wasn't stuck following the Academy's stupid rules, I would've gone after all the…um…_knowledge_ that I could get my hands on a long time ago. Friggin' Lord Death doesn't want us to know _anything_."

"That's what I've been saying for _years_!" the witch exclaimed. "Lord Death has been trying to suppress us all for centuries! That's why he wants to get rid of all the witches; he's afraid that we'll learn to much, and we'll get more powerful than him!"

While she yammered on about how repressive Lord Death was, I tentatively reached for the transformation, and was met with no resistance. Yes! She'd been distracted enough by my conversation that she'd dropped her magic. The ugly-ass chick cut herself off midsentence as I transformed back into my human form, immediately crouching over Maka's slender figure, shielding her from the witch's gaze.

"S-Soul…" she murmured, twitching again.

"What the hell?" exclaimed the witch. "How did you—"

"You're pretty arrogant," I told her. "And way easily distracted. So am I. Unfortunately for you, the same things that work on me seemed to have worked on you, too."

She pointed a crooked, scaly finger at me. "You! You tricked me!"

I snorted. "Yes. That's what I said. You want me to draw you a picture, too, or are you good, because I'm not a great artist."

She glared at me, and began chanting under her breath. Her eyes began glowing bright blue, and her hands were engulfed in swirls of bluish mist. Well, shit, I hadn't thought my plan out this far. I had no idea what to do now.

Luckily, I had a quick-thinking meister. With an agility that belied her fragile act, Maka grabbed my hand and lunged out of the spell's range, towing me along with her.

"You were faking?" I said in surprise even as I tightened my hand on hers.

"Duh," she said, like that was obvious. "You should know it takes more than a tumble on the street to knock me out."

"Tumble on the street," I snorted, changing back into a scythe with her warm hands resting on my cool metal shaft. Hah, that's what she said. "You fell two stories with a cobblestone street as your mat."

She rolled her eyes. "Now's not the time. Soul Resonance?"

"Sounds like a plan."

In unison, we shouted "Let's go Soul Resonance!" Our minds merged, our wavelengths synced, and I focused on amplifying said wavelengths to the very limit of our power.

"The legendary super skill of the scythemeister!" Maka cried, lifting me high over her head as my blade changed, elongating and emitting an ethereal glow. "Witch Hunter!"

The fish-witch stared with huge, pale fish eyes as Maka swung me down in a deadly arc, slicing her cleanly in two. The witch's scream was cut blissfully short as her essence exploded into bands of shadow, coalescing until they were a tightly bound ball that burst with a sick violet light.

Maka, smiling, tossed me into the air. I landed on the ground on two feet, threw her my lopsided grin, and swallowed the witch's soul whole, sighing with bliss.

"I love fish," I sighed, stretching. I winced as my back cracked several times, and my joints creaked. "But I _hate_ hitting the ground as a scythe. My back is _killing _me!"

Maka laughed and grabbed my hand, leading me away from the disaster area.

"Oh, quit complaining, Soul! I swear, that's all you ever do. Sometimes I wonder if that's all you're good for!" She was laughing as she said it.

But it struck a nerve. I remembered what that witch had said. _…virtually useless, incapable of transforming to protect your partner…_ She was right, I realized. Outside of being a weapon, almost an inanimate object, what use was I in any sort of fight? If I couldn't transform, or Maka couldn't wield me, I was out of the fray. I didn't know how to fight, how to pull off the crazy stunts that meisters learned, and even if I carried an actual weapon with me, I didn't know how to use any. Sure, a gun seemed pretty straightforward, but a normal gun just wouldn't cut it against Kishins and witches. No normal weapon would.

"Soul?" Maka jerked me out of my reverie, and I realized I'd stopped walking. "Soul, I was joking. I didn't mean anything."

I blinked and shook my head. "Whatever, Maka, I'm fine. Dunno what you're talking about. Let's get home, I'm starving, and it's your turn to cook."

She frowned, and I knew it wasn't because it _was_ actually _my_ turn to cook. "Soul, is something bothering—"

"I told you Maka, I'm fine," I interrupted. "Totally peachy."

Her frown deepened, her eyes darkening, but she said nothing else, even though she very obviously wasn't buying my act. And who would, honestly? I never said words like _peachy_. What was I thinking?

"Hey, you wanna go out to town tomorrow?" I asked, hoping to distract her. "We could check out that new outlet mall. There's supposed to be a great automotive place there where I can get maintenance stuff for the bike."

"Sounds boring for me," she said, twirling her pigtail around her finger.

"_And_ there's a huge bookstore down there, too," I added. Her face lit up, and I suppressed a smirk of triumph.

"Alright. Tomorrow, then," she agreed. I couldn't hide a smile at the new spring in her step.

Still, my thoughts remained on that dark path for the remainder of that night.


	2. Maka's Thirst to Help

"Hey Soul?" Maka said hesitantly.

We were sitting on the couch in the living room, watching—or pretending to watch, in my case—some weird chick flick called Mama Mia. Maka was curled up against the arm of the couch, and I was sprawled across pretty much the whole thing, my head resting in her lap.

"Mm?" I said distractedly.

"Is something bothering you?" she asked softly. "You seem pretty quiet lately."

I shrugged. "No, not really."

"You can talk to me if something's wrong, you know that, don't you?"

"Yeah, I know, but nothing's wrong."

She gave a nearly inaudible sigh, but didn't push the subject any further. Thank Death, too, because that was _not_ something I wanted to get into with my best friend. She'd just say I was being stupid and then hit me with a book and knock me out cold for a few hours.

She was right, though. Of course she was; she was observant, top-student Maka Albarn. She was rarely wrong. That night with that stupid, chatter box of a witch was still running through my mind, setting my teeth on edge. _Virtually useless…_ Even Maka's joking comments seemed to be getting to me. _…that's all you're good for…_ They were right. I was totally useless if I couldn't transform, or if my meister was out of the game. I would never be able to protect Maka if something like that happened again, and there wouldn't always be a Death Scythe on their way to save the day. One day our luck would run out, and I might have to watch Maka get hurt, or worse, because of my blundering ineptitude, as Azusa would say.

I needed to work that out on my own.

…

"Leave me _alone_ Maka!" I snapped, slamming my bedroom door in her face.

She was pestering me about being too _quiet_ again, asking me what was going on. I told her to drop it, but did she? Oh, no, not Maka. Not stupid, stubborn, overbearing Maka. I flung myself onto my bed, the frame creaking at the sudden weight.

"Soul!" she called through the door. I pulled a pillow over my head, but I could still hear her. "Come on! I know something's wrong! You haven't been yourself for weeks; please, just _talk_ to me."

Her voice cracked, and I stilled. Removing the pillow from my head, I could make out quiet, choked breaths. Was Maka _crying_? What the hell? The Maka I knew didn't cry; she was too cool for that. But there was no mistaking those soft sobs that were sliding through the cracks in my door.

"Ah, hell," I groaned. Cool guys didn't make girls cry. Especially if that girl was their partner; their partner who _never_ cried, ever.

I swung my feet back onto my floor, but even as I did, I heard the sobs quiet and her footsteps retreating down the hall. Her own bedroom door slammed shut.

I swore emphatically. "Great, now I've just pissed her off. Good going, Soul Eater, only you could make a girl cry and piss her off all in the space of two minutes. There'll be a book with your name on it waiting for you to go talk to her."

Still, with another loud, self-suffering sigh, I rose to my feet and opened my door, slouching out into the hall, trying to step as lightly as possible to keep from making any noise. Still, I was at her door and, before I could knock, she called through it.

"I know you're there, Soul, and no, you can't come in."

"How come?" I demanded. "You were all eager for me to talk five seconds ago."

She snorted loudly, in a very unladylike manner. _My parents would skin me alive for even talking to her; they'd say she was totally without manners._

"You can't come in because I'm _changing_, idiot," she answered.

I felt my face heat up and pinched my nose against the sudden tickle that always preceded the inevitable nosebleed. At least Blair wasn't home to make it worse. I waited in silence in the hall until, without warning, her door swung open, and she stepped out.

"Did you just grow three inches?" I asked, then I blinked and realized what I was seeing. Maka was wearing a short skirt that hung low on her hips and a halter top that left several inches of her stomach bare. Also she wore knee-high black stiletto boots. That explained her height.

"Where the hell are you going dressed like _that_?" I said, blinking to make sure that I wasn't hallucinating. Maka raised an eyebrow. Her eyes were lightly lined with charcoal-colored eyeliner and her lashes were coated in black mascara, making her eyes look bigger and brighter.

"Liz invited me clubbing this weekend, and since you just seem to want to skulk around and mope, I figured I'd take her up on her offer. I need a drink anyway."

"Since when do you drink?" I asked, surprised.

"Since I needed something to distract me from the fact that my partner thought I was unreliable," she said coolly, brushing past me to go the bathroom.

My jaw may have hit the floor. I'm not really sure. I just stared at her as she pulled her hair out of her pigtails and started curling it.

"I—_what_?" was all I could manage.

"You heard me, Soul Eater," she answered, looking back at me in the mirror.

"_Unreliable_? I've _never_ thought you were unreliable, Maka!" I exclaimed. "Never!"

She huffed. "Then why won't you tell me what's bothering you?"

"Because nothing is!"

She set down her curling iron and turned to face me. I suppressed a bout of rash laughter. Only one side of her hair was curled, and it looked hella funny. The expression on her face was _not_ funny, though.

"I'm not stupid, Soul. Whenever we fight, our souls sync, and when we Resonate, our minds do too. I can tell something's wrong. But you clearly don't trust me enough to tell me, so I'll drop it." She turned back to the mirror and picked up the curling iron, moving to finish the other side.

Dammit, I should've known that! Of course she would've sensed those damn conflicting thoughts running around in my head. Of _course_ she would've sensed the insecurity in my wavelength. Wow, was I stupid, or what?

"You're right," I said at last. Her eyebrows rose almost to her hairline, and I hurried to add "You're right that something's been bothering me."

I followed her into the bathroom and leaned on the counter.

"Remember when we were fighting that shark-witch?"

She nodded, eyes fixed on me. I don't think she realized that the curling iron was still in her hair, or that it was smoking.

"Well, she said something that kind of struck a nerve. She talked about how useless weapons were if they couldn't transform. How even if we were stuck in our human forms, we couldn't do anything. And before that, back when we first met Giriko, you were immobilized by Arachne's threads. All I could do was sit there with you and hold you. I couldn't help Justin. I was useless. And I realized she was right. Because I'm a weapon, I'm not trained to fight on my own. And if something happens to you, we're screwed, because we won't always have another Death Scythe around to save our asses. We rely way too much on just you in a fight. If you can't wield me, or if I can't transform, then I'm no use. I can't protect you if something like that happens again."

Maka dropped her curling iron and swore loudly when it fell from her singed hair and bumped her ear. I smirked.

"Soul," she said, staring at me. "You are _not _useless! If it weren't for you, I wouldn't be able to do anything either!"

I snorted.

"Yeah, right. You can adjust your soul wavelength to match almost anyone's; all you need is to have another weapon nearby. No one else can match my wavelength, though."

"Soul! I would never use another weapon!" she shouted indignantly. "You're my weapon, and I'd never be able to fight with another one anyway."

"That doesn't change the fact that I'm almost useless," I insisted. She scowled.

"Soul Eater, you are most definitely _not_ useless, and if you want to take some combat classes with me to prove that to yourself, then _fine_!"

I blinked.

"Um…"

"That's what you wanted, wasn't it?" she demanded. "To learn how to fight?"

"Well, yeah, but your classes are, like, _really_ intense."

"Man up, Soul," she said, the hint of a smile playing around the corners of her lips.

"Make me," I retorted, realizing too late how stupid _that _was.

With a full-out grin Maka raised a book high over her head—where the hell had it _come _from?—and brought it crashing down over mine. I was thrust none-too-gently into a painful half-awareness where I could hear, and only hear.

"Idiot," Maka sighed, kneeling down and brushing some of my hair out of my face. "You're a total moron, aren't you?"

Sometimes. Yeah, sometimes I was a complete moron.


	3. Vulnerable

_**Warning, there will be some OOC moments, mostly Soul, but I thought it would add some depth**_

Holy shit, was I right about Maka's training. It _sucked_ big fat balls. I've never run so much in my life, or lifted so many damn weights, or run, or handled so many normal weapons, or _run_. I was lucky to feel my legs at all after that intense damn training regimen.

"Fuck, Maka, how do you do this every week?" I groaned, leaning back against her knees.

Training was over for the day, and she was sitting on a bench by the track, me on the ground in front of her. Maka giggled as she ran her fingers through my mass of snowy hair. I suppressed a shudder of pleasure at her gentle touch, then wondered at my reaction. She'd been evoking responses like that within me a _lot_ lately, and I really didn't understand it.

"_Because_, I've been training like this my whole life. I'm used to it. Plus, I kind of enjoy it," she added. I whipped around to stare at her in disbelief.

"You _like_ this torture?" I demanded. She smiled.

"It's _not_ torture, Soul, it's what all meisters have to go through to get anywhere."

"Pft, it's cruel and unusual punishment if you ask me," I grumbled, relaxing back against her knees.

"Well, I didn't ask you, so it's a non-issue," she laughed, then added, in a more serious tone, "You were the one that wanted to learn to be a competent fighter, Soul. This is part of that."

I sighed, laying my head back on her thigh. "Yeah, I know. Don't cloud this issue with common sense and facts. It's so not fair."

She giggled again, and I smirked. I couldn't help it; her giggle was just too cute. It always made me smile. Something about the way her eyes lit up from behind when she did it…

"The only reason it's not fair for you—" she said, tugging playfully on my hair. "—is because you don't have any of your own."

I reached up and caught her hand before it could slide out of my hair.

"Yeah, yeah, yeah, whatever. Holding people accountable for what they say so isn't cool, Maka."

"Whatever, Soul!" she said.

I smirked and rocked onto the balls of my feet so that I could stand. I groaned loudly as my joints popped and creaked like an old man's. I sat back down, on the bench by Maka's side, and took her hand again, ignoring the warmth that spread from that point of contact.

"You know, I can appreciate all this work, and I totally respect you crazy meisters that willingly put yourself through it, but I think I'll make do with weapon training."

Maka gave me a long, searching look with her piercing emerald eyes, her gaze searing me wherever it touched.

"You understand that it's not your fault what you've been taught, though?" she checked.

"Huh?" was my genius reply. "What d'you mean?"

She rolled her eyes and sighed.

"You were getting all upset because I was the one who did all the main fighting and acrobatics and crap, but that was only because I grew up learning that stuff, and you didn't. Do you understand that it isn't your fault that you weren't taught the same stuff as me?"

I laughed. "Yeah, Maka, I totally understand that now, and after today, I'll never complain about my lessons again."

"Whoa there buddy. Take it easy, tiger," she chuckled. "Don't move so fast. Baby steps, Soul, baby steps."

"Whatever," I laughed and tugged on the end of her pigtail.

"Hey!" she cried, swatting my hand away indignantly.

"Hay is for horses, Maka, and you're not a horse," I said with a mock-serious tone.

"No, I'm not!" she agreed, bright green eyes sparkling with amusement.

I felt suddenly, inexplicably drawn into her gaze, the way it glowed in the fading sunlight. My eyes roved over every inch of her face; the soft curve of her cheek, the delicate line of her nose, the slender arch of her eyebrows, the shadows cast by her lashes, the gentle curl of her rosy lips. And when I looked at her mouth, I couldn't look away. Instead, I found myself leaning forward, still watching those smooth pink lips, and I wondered if they felt as soft as they looked.

They weren't. They were softer. Maka gasped when I closed the distance between us, but she didn't resist. She didn't try to push me away, and thank Death, because it felt good. Right. It was then that I realized why she brought out the reactions she had been in me, why I wasn't quite satisfied with our simple friendship. Somehow, right from under my very nose, Maka had slipped past all my walls I had built to hide my insecurities from everyone. She'd snuck her way right past my shields and had curled, unbeknownst to me, in the cockles of my heart. She'd stolen my heart as well as my breath, and I'd never even realized it.

And, as her fingers slid into my hair, I wondered if she felt the same. Certainly, I knew way more about her than most people did, but I always attributed that to the Soul Resonance link. But was it something else? Had she let me in, past all her defenses, where no one else had been allowed? Had she left herself as vulnerable to me, as I had unwittingly done for her? She had, for the most part, always talked freely with me, guilt about my black blood notwithstanding.

I slid my arms around her waist, pulling her tightly to me and angling my mouth over hers, parting her lips with my tongue. She squeaked and shivered, but she only pulled me closer, kissing me with equal, possibly even greater, intensity.

We resurfaced after what felt like hours, panting and gulping for air.

"Damn," said Maka after a moment. "I should bring you to training more often."

I laughed and rested my chin on the crown of her head.

"No, thank you. Training had _nothing_ to do with that!" I said. "I'll do that again, training or no."

She leaned her forehead on my chest, sighing contentedly.

"So, if it wasn't training-induced exhaustion, why _did _you kiss me?" she asked curiously.

I frowned as I considered that. Why? The easy answer was that I'd wanted to. And I had. I'd really wanted to kiss her. But there had been plenty of things before now that I'd wanted, and I hadn't acted on those desires. I'd wanted to date the hottest girl at school, but I'd known that was stupid. I'd wanted to pass our exams, but I didn't get off my lazy ass to do it. I _wanted_ to be as good as my brother, as good at Wes, at music, at socializing, at _anything_, really, but I'd turned down any offer from him to get me there. I wanted, I wanted, I wanted, and at the end of the day, what did that achieve? Nothing. I never acted on want alone. And this was something Maka knew full well, so she wouldn't buy that lame excuse, no matter how cool it sounded.

So why had I?

Immediately my mind started running through the past few years, picking out the bits and pieces that had happened that seemed small at the time, but had escalated to something monumental. When we were thirteen, and she'd taken me as her weapon after I'd played my song. A few months later, when she'd come to me with nightmares, and I'd held her through the night. The next year, on her birthday, when she told me there was nothing I could give her that would top my being her partner. That embarrassing week spent trying to get the soul of a witch that wasn't a witch, but some crazy cat. When we'd fought side by side against Giriko, then Mosquito, then Medusa, and taken down the Kishin Asura. When she'd gotten her driver's license on her sixteenth birthday, and freaked out when I suggested that she tried out the bike.

All those little things, and some not-so-little things, that had all built up over the years we'd known each other, breaking down another of our private walls, letting us see into each other's hearts and souls in a way not even Soul Resonance could. Everything we'd been through together, even when we were arguing, had made us closer than I could ever have believed. Then, one day… One day, I woke up, and suddenly I saw things differently. I started noticing the most random things. Like how Maka's eyes lit up when she was happy, or how she bit her lip when she was nervous. The way the sunlight turned her ashy hair to gold, or the light from Witch Hunter turned it to silver.

"Soul?" she prompted when I didn't respond right away.

I smiled and tightened my arms around her.

"A lot of reasons."

"Like what?"

"Let's get back to the flat. Then I'll tell you, if you've got the time."

"I've always got time for you, Soul," she laughed.

"Yeah, well, I don't know if you've got _this_ much time," I answered, rumpling her hair before helping her to her feet.

She shook her head, still chuckling slightly, and took my head as we started walking. I laced out fingers together, glad that she'd stopped wearing her gloves, because I reveled in the way her bare skin felt against mine, so soft and warm, just like she was, deep inside. Way, way deep.

Part of me had probably acknowledged what Maka was doing to me a long time ago, but a bigger part of me had pushed it back. I'd always fought against my feelings, convinced that they'd only hold me back, and hurt me and potentially others. After leaving my disaster of a family I'd been determined not to get too close with anyone. But with someone like Maka, that really just wasn't possible. Still, I tried and tried and tried, and long after that battle was lost, I still tried to delude myself. _We're just friends_, I would tell myself, _She's just my partner._ Just friends? Just my partner? At first, yeah. When had I found that simply not enough? I couldn't say for sure, because I'd been lying to myself about it for a long time. And I guess that was just human nature. And I _was_ human, no matter that I could change into a cold, hard, weapon designed for killing. I still felt, I still bled, I could still die. Hiding, running away from what scares us most is a completely, totally human thing to do. It's also totally immature, and only prolongs the problems. And yet, it's everyone's greatest fear. Having someone know you inside and out, aware of all your secrets, all your shames. Being completely, totally vulnerable.


End file.
